Joel M. Babbit - 29 Mar 2022 Form 4 Insider Report for GreenSky, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
29 Mar 2022, 17:08:25 UTC
Prior SEC filing
15 Mar 2022
Next SEC filing
11 May 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Steven E. Fox, as attorney-in-fact

Key filing fact

Joel M. Babbit filed Form 4 for GreenSky, Inc. on 29 Mar 2022.

Key facts

  • This page summarizes Joel M. Babbit's Form 4 filing for GreenSky, Inc..
  • 3 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 29 Mar 2022, 17:08.

Change

  • Previous filing in this sequence was filed on 15 Mar 2022.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

GSKY transaction

Class A common stock

Disposed to Issuer

Transaction value
Shares
-33,614
Change %
-100%
Price
Shares after
0
Date
29 Mar 2022
Ownership
Direct
Footnotes
F1
GSKY transaction

Class B common stock

Disposed to Issuer

Transaction value
Shares
-199,530
Change %
-100%
Price
Shares after
0
Date
29 Mar 2022
Ownership
Direct
Footnotes
F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

GSKY transaction Derivative

Holdco Units

Disposed to Issuer

Transaction value
Shares
-199,530
Change %
-100%
Price
Shares after
0
Date
29 Mar 2022
Ownership
Direct
Underlying class
Class A common stock
Underlying amount
199,530
Exercise price
Footnotes
F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Joel M. Babbit is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Disposed of pursuant to the Agreement and Plan of Merger, dated as of September 14, 2021 (as amended, the "Merger Agreement"), by and among the Issuer, The Goldman Sachs Group, Inc. ("Goldman Sachs"), Goldman Sachs Bank USA ("GS Bank"), Glacier Merger Sub 1, LLC, a wholly owned subsidiary of GS Bank, Glacier Merger Sub 2, LLC, a wholly owned subsidiary of GS Bank, and GreenSky Holdings, LLC, a subsidiary of the Issuer ("GreenSky Holdings"), with each share of Class A common stock being converted into the right to receive 0.03 shares of Goldman Sachs common stock (the "Merger Consideration"), which had a market value of $335.30 per share at the close of trading on March 28, 2022, the last trading day immediately preceding the effective time of the mergers (the "Effective Time"), with cash paid in lieu of fractional shares. The amounts in Table I include 33,614 shares of Class A common stock subject to forfeiture conditions; which fully vested in connection with the merger.

Footnote F2

Pursuant to the Merger Agreement, each unit of GreenSky Holdings ("Holdco Unit") was converted into a right to receive the Merger Consideration, with cash paid in lieu of fractional shares. In connection with the Merger Agreement and pursuant to the Issuer's charter, the Class B common stock was automatically deemed transferred to the Issuer at the Effective Time and no consideration was delivered in exchange therefor.

Footnote F3

Pursuant to the Exchange Agreement, dated May 23, 2018, by and among the Issuer, GreenSky Holdings and the members of GreenSky Holdings, the Holdco Units may be exchanged by the Reporting Person (with automatic cancellation of an equal number of shares of Class B common stock) for shares of Class A common stock on a one-for-one basis, subject to customary adjustments for stock splits, stock dividends, reclassifications and other similar transactions, stock repurchases and other reinvestments of excess cash, or for cash (based on the market price of the shares of Class A common stock), at the Issuer's option.

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